You represent and warrant to Flyover Studios that: (i) you are an individual (i.e., not a corporation) and you are of legal age to form a binding contract or have your parent’s permission to do so, and you are at least 13 years or age or older; (ii) all information you submit to Flyover Studios is accurate and truthful; and (iii) you will maintain the accuracy of such information. You also certify that you are legally permitted to use and access the Services and take full responsibility for your selection and use of and access to the Services.
2. ACCESS TO THE SERVICES. The Flyover Studios website located at www.flyoverstudios.com, together with all features, Content (as defined below), data, or application services made available by Flyover Studios at that URL (collectively, the “Website”), is owned and operated by Flyover Studios. Subject to the terms and conditions of this Agreement, Flyover Studios may offer to provide certain services via the Website, as described more fully on the Website (together with the Website, the “Services”). These Services are provided solely for your own personal, non-commercial use, and are not for the use or benefit of any third party. Flyover Studios may change, suspend, or discontinue the Services at any time, including the availability of any feature, database, or Content. Flyover Studios may modify, delete, refuse, disable, or move Content, including User Submissions, without notice at its sole discretion. Flyover Studios may also impose limits on certain features and Services or restrict your access to parts or all of the Services without notice or liability.
3. CONTENT OWNERSHIP AND PERMISSIONS. All materials displayed or performed on the Services, including, but not limited to text, graphics, articles, photographs, images, illustrations, and User Submissions (as defined below) (collectively, the “Content”), are protected by copyright, trademark, and other proprietary rights and laws. The Services, the Website, and all Content except User Submissions are the sole property of Flyover Studios. All User Submissions remain the property of their original owners, as set forth below. Your use of the Services does not give you title to any Content.
Flyover Studios hereby grants to you a limited, revocable, temporary, non-exclusive, non-sublicensable license to access and view Content only in connection with your authorized use of the Services pursuant to the terms of this Agreement; this license shall automatically and immediately terminate in the event you breach this Agreement or in the event that Flyover Studios, for any reason and at its sole discretion, terminates or limits your authorization to access the Services. You shall abide by all copyright notices, trademark rules, information, and restrictions contained in Content accessed through the Services, and shall not use, copy, reproduce, modify, translate, publish, broadcast, transmit, distribute, perform, upload, display, license, sell, transfer, create derivative works from, download, store, archive, mirror, or otherwise exploit any Content except as expressly authorized by this Agreement or by the respective owner.
All trademarks, service marks, and logos appearing in the Services are the property of Flyover Studios or the entity that provided the trademark, service mark, or logo to Flyover Studios. Flyover Studios and any party that provided trademarks, service marks, or logos to Flyover Studios retain all rights with respect to their respective intellectual property appearing in the Services. All rights not expressly granted herein are reserved.
Flyover Studios, the Flyover Studios logo, the Flyboy logo, and all other graphics, logos, page headers, button icons, scripts, and service names included in or made available through the www.flyoverstudios.com domain are trademarks or trade dress of Flyover Studios in the U.S. and other countries. All other marks are the property of their respective owners.
4. USER SUBMISSIONS & SOCIAL MEDIA/SHARING. In the course of using the Services, you and other users of the Services may provide messages, information, ideas, opinions, images, audio, video, creative works, and other content or material (collectively, “User Submissions”) to Flyover Studios via the Services in connection with various features including, but not limited to, profiles, forums, wiki, contests, games, audio and/or video submissions, message boards, Q&A features and chat features (collectively, “Social Media/Sharing Services”).
You agree that all User Submissions are non-confidential and public and may be visible to other users of the Services and users of third party services, and you hereby agree that you have no expectation of privacy with respect to your User Submissions. You hereby grant to Flyover Studios the non-exclusive, worldwide, royalty free, perpetual, irrevocable, sublicensable, and transferable right and license to use, copy, reproduce, modify, translate, publish, broadcast, transmit, distribute, perform, upload, display, license, sublicense through multiple tiers of sublicensees, sell, transfer, create derivative works from, download, store, archive, mirror, and otherwise exploit your User Submissions alone or as part of other works (including, without limitation, for products or advertising) in any form, media, or technology whether now known or hereafter developed. Flyover Studios shall not incur any liability for royalties or any other consideration of any kind in connection with User Submissions. You retain ownership of and the right to grant additional licenses to the material in your User Submissions, unless otherwise agreed in writing.
You hereby represent and warrant that you are the sole author of all User Submissions you provide via the Services, that such User Submissions do not infringe upon the copyright, trademark, privacy, publicity, or other rights of any person or entity, that you are solely responsible for all such User Submissions, and that you have the right to grant Flyover Studios the license set forth above.
5. USER RESTRICTIONS. You warrant, represent and agree that you will not contribute any User Submissions or otherwise use the Services in a manner that (i) infringes or violates the intellectual property rights or proprietary rights, rights of publicity or privacy, or other rights of Flyover Studios or any third party; (ii) constitutes or encourages conduct that would constitute a criminal offense, violate any law, statute, ordinance, or regulation, or give rise to civil liability; (iii) is harmful, fraudulent, false, deceptive, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, demeaning, offensive, pornographic, profane, sexually explicit, indecent, inappropriate, constitutes hate speech, adversely affects Flyover Studios’ business, or is otherwise objectionable as determined by Flyover Studios in its sole discretion; (iv) involves commercial activities, sales, or promotions—including but not limited to contests, sweepstakes, barter, advertising, spam, chain letters, solicitations, pyramid schemes—without Flyover Studios’ prior written consent; (v) impersonates any person or entity, including without limitation any employee or representative of Flyover Studios, or falsely misrepresents your affiliation with any person or entity; (vi) contains, transmits, stores, or otherwise makes available a virus, trojan horse, worm, time bomb, or other harmful computer code, file, or program; (vii) imposes an unreasonable or disproportionately large load on the Services, or otherwise adversely affects, restricts, disrupts, or inhibits the Services or any user of the Services from using the Services as intended; (viii) solicits, collects, transmits, stores, or otherwise copies or makes available private information of any third party including, without limitation, passwords, account information, telephone numbers, addresses, last names, email addresses, Social Security numbers, or credit or debit card numbers; (ix) uses or attempts to use another’s information, account, password, service, or system except as expressly permitted; (x) uses automated scripts, including auto-responders, to collect information from or otherwise interact with the Services; (xi) uses manual or automated software, devices, or other processes to “crawl,” “scrape,” or “spider” any page of the Website; (xii) decompiles, reverse engineers, or otherwise attempts to obtain the source code of the Services. You are responsible for withholding, filing, and reporting all taxes, duties and other governmental assessments associated with your activity in connection with the Services.
If Flyover Studios determines, in its sole discretion and judgment, that you have violated or may violate any of the terms of this Agreement, Flyover Studios reserves the right to (a) refuse to allow you to upload information or otherwise transmit material; (b) modify, remove, delete, or block access to your User Submissions; (c) invoke the remedies set forth in the “Termination” section below; and/or (d) use any technological, legal, operational, or other means available to Flyover Studios to enforce the provisions of this Agreement, including, without limitation, blocking specific IP addresses or deactivating your registration on this Website, the Social Media/Sharing Services, or on other Flyover Studios’ or affiliates’ properties.
6. FLYOVER STUDIOS’ OBLIGATIONS. Flyover Studios is not responsible for, and cannot and does not guarantee, the accuracy, completeness, or reliability of the Services or of any Content, including User Submissions, available via the Services. User Submissions are the sole responsibility of the user that originated such User Submission, and Flyover Studios is not responsible or liable for the accuracy, copyright compliance, legality, or decency of User Submissions. Flyover Studios has no obligation to monitor, edit, or remove Content except as required by law, although it reserves the right to do so without notice at its sole discretion. You acknowledge that all Content accessed by you via the Services is at your own risk, and you will be solely responsible for any damage or loss to yourself or any other party resulting therefrom. Under no circumstances will Flyover Studios be liable in any way for any Content, including, but not limited to, any errors or omissions in any Content, or any loss or damage of any kind incurred in connection with your access to or use of the Services or your use of or exposure to any Content made available via the Services.
You are solely responsible for your interactions with other users of the Services. Flyover Studios does not guarantee the identity of any users with whom you may interact in the course of using the Services. Additionally, Flyover Studios cannot guarantee the authenticity of any data which users or merchants may provide about themselves. Your interactions with organizations and/or individuals found on or through the Services, including payment and delivery of goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such organizations and/or individuals. You should make whatever investigation you feel necessary or appropriate before proceeding with any online or offline transaction with any of these third parties. You agree that Flyover Studios shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings. Flyover Studios has no obligation to monitor or resolve disputes between users of the Services, although it reserves the right to do so at its sole discretion. In the event that you have a dispute with one or more other users, you hereby release Flyover Studios, its officers, employees, agents, and successors in rights from claims, demands, and damages (actual and consequential) of every kind or nature, known or unknown, suspected or unsuspected, disclosed or undisclosed, arising out of or in any way related to such disputes.
7. WARRANTY DISCLAIMER. Flyover Studios has no special relationship with or fiduciary duty to you. You acknowledge that Flyover Studios has no control over, and no duty to take any action regarding: which users gain access to the Services; what Content you access via the Services; what effects the Content may have on you; how you may interpret or use the Content; or what actions you may take as a result of having been exposed to the Content. You hereby release Flyover Studios from all liability for you having acquired or not acquired Content through the Services. The Services may contain, or direct you to websites containing, information that some people may find offensive or inappropriate. Flyover Studios makes no representations or warranties regarding suggestions or recommendations of services or products offered or purchased through the Services. Products and services purchased (whether or not following such recommendations and suggestions) are provided “AS IS” without any warranty of any kind from Flyover Studios. EXCEPT AS EXPRESSLY PROVIDED IN THIS SECTION 4, SERVICES, CONTENT, WEBSITE, PRODUCTS AND SERVICES OBTAINED THROUGH THE WEBSITE, AND ANY SOFTWARE ARE PROVIDED ON AN “AS IS” BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR THAT USE OF THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE. SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
9. REGISTRATION AND SECURITY. As a condition to using some aspects of the Services, you may be asked to register an account by providing certain personal information such as your name and/or email address. You hereby agree: (i) to provide accurate, current and complete information about yourself as may be prompted by any registration forms (“Registration Data”); (ii) to maintain the security of your password and identification; (iii) to maintain and promptly update Registration Data, and any other information you provide to Flyover Studios, and to keep it accurate, current and complete; (iv) not to sell, transfer or assign your account; and (v) to be fully responsible for all use of your account and for any actions that take place using your account. Flyover Studios reserves the right to refuse registration of or cancel a user account without notice at its sole discretion.
10. INDEMNITY. You hereby defend, indemnify, and hold Flyover Studios, its parents, subsidiaries, affiliates, officers, and employees harmless from and against all liabilities, claims, demands, damages, liabilities, settlements, costs, obligations, debt, and expenses (including without limitation reasonable attorneys’ fees and costs) arising out of your access to the Services, Website, or Content, use or misuse of the Services, Website, or Content, your violation of this Agreement, your User Submissions, or the infringement by you or any third party using your account of any intellectual property or other right of any person or entity.
11. LIMITATION OF LIABILITY. IN NO EVENT SHALL FLYOVER STUDIOS OR ITS SUPPLIERS, OR THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE WITH RESPECT TO THE WEBSITE OR THE SERVICES OR THE SUBJECT MATTER OF THIS AGREEMENT UNDER ANY CONTRACT, NEGLIGENCE, TORT, STRICT LIABILITY OR OTHER LEGAL OR EQUITABLE THEORY (I) FOR ANY AMOUNT IN THE AGGREGATE IN EXCESS OF THE GREATER OF $100 OR THE FEES PAID BY YOU FOR THE SERVICES OR ANY PRODUCTS PURCHASED THROUGH THE SERVICES DURING THE 12-MONTH PERIOD PRECEDING THE APPLICABLE CLAIM; (II) FOR ANY INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER; (III) FOR DATA LOSS OR COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; OR (IV) FOR ANY MATTER BEYOND FLYOVER STUDIOS’ REASONABLE CONTROL. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU.
12. THIRD PARTY WEBSITES. The Services may contain links to third party websites or services (“Third Party Websites”) that are not owned or controlled by Flyover Studios, or the Services may be accessible by logging in through a Third Party Website. When you access Third Party Websites, you do so at your own risk. You hereby represent and warrant that you have read and agree to be bound by all applicable policies of any Third Party Websites relating to your use of the Services and that you will act in accordance with those policies, in addition to your obligations under this Agreement. Flyover Studios has no control over, and is not responsible for, the content, accuracy, privacy policies, legality, copyright compliance, decency, practices of, or opinions expressed in any Third Party Websites. In addition, Flyover Studios will not and cannot monitor, verify, censor, or edit the content of any Third Party Website. You hereby relieve and hold harmless Flyover Studios from any and all liability arising from your use of any Third Party Website. If you are a California resident, you shall and hereby do waive California Civil Code Section 1542, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which, if known by him must have materially affected his settlement with the debtor.”
13. TERMINATION. This Agreement shall remain in full force and effect while you use the Services. You may terminate your use of the Services at any time. Flyover Studios may terminate or suspend your access to the Services or your membership at any time, for any reason, and without notice, which may result in the forfeiture and destruction of all information associated with your membership, including User Submissions. Flyover Studios may also terminate or suspend your access to the Services without prior notice or liability, if it determines, in its sole discretion, that you have breached any of the terms or conditions of this Agreement. Upon termination of your account, your right to access or use the Services, the Website, and any Content will immediately cease. All provisions of this Agreement which, by their nature, should survive termination, shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, and limitations of liability.
15. ARBITRATION; GOVERNING LAW. This Agreement shall be governed by and construed in accordance with the laws of the State of Ohio without regard to the conflict of laws provisions thereof. Any dispute arising from or relating to the subject matter of this Agreement shall be finally settled by arbitration in Hamilton County, Ohio using the English language in accordance with the Streamlined Arbitration Rules and Procedures of Judicial Arbitration and Mediation Services, Inc. (“JAMS”) then in effect, by one commercial arbitrator with substantial experience in resolving intellectual property and commercial contract disputes, who shall be selected from the appropriate list of JAMS arbitrators in accordance with the Streamlined Arbitration Rules and Procedures of JAMS. Judgment upon the award so rendered may be entered in a court having jurisdiction, or application may be made to such court for judicial acceptance of any award and an order of enforcement, as the case may be. Any arbitration under this Agreement will take place on an individual basis: class arbitrations and class actions are not permitted. YOU UNDERSTAND AND AGREE THAT BY ENTERING INTO THIS AGREEMENT, YOU AND FLYOVER STUDIOS ARE EACH WAIVING THE RIGHT TO TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION. Notwithstanding the foregoing, each party shall have the right to institute an action in a court of proper jurisdiction for injunctive or other equitable relief pending a final decision by the arbitrator. For all purposes of this Agreement, the parties consent to exclusive jurisdiction and venue in the United States Federal Courts located in the Southern District of Ohio.
16. COPYRIGHT DISPUTE POLICY. Flyover Studios has adopted the following general policy toward copyright infringement in accordance with the Digital Millennium Copyright Act or DMCA (posted at www.lcweb.loc.gov/copyright/legislation/dmca.pdf). The address of Flyover Studios’ Designated Agent to Receive Notification of Claimed Infringement (“Designatted Agent”) is listed at the end of this Section. It is Flyover Studios’ policy to (1) block access to or remove material that it believes in good faith to be copyrighted material that has been illegally copied and distributed by any of our advertisers, affiliates, content providers, members or users; and (2) remove and discontinue service to repeat offenders.
A. Procedure for Reporting Copyright Infringements:
If you believe that material or content residing on or accessible through the Services infringes a copyright, please send a notice of copyright infringement containing the following information to the Designated Agent listed below:
1. A physical or electronic signature of a person authorized to act on behalf of the owner of the copyright that has been allegedly infringed;
2. Identification of works or materials being infringed;
3. Identification of the material that is claimed to be infringing including information regarding the location of the infringing materials that the copyright owner seeks to have removed, with sufficient detail so that Flyover Studios is capable of finding and verifying its existence;
4. Contact information about the notifier including address, telephone number and, if available, email address;
5. A statement that the notifier has a good faith belief that the material identified in (3) is not authorized by the copyright owner, its agent, or the law; and
6. A statement made under penalty of perjury that the information provided is accurate and the notifying party is authorized to make the complaint on behalf of the copyright owner.
B. Once Proper Bona Fide Infringement Notification is Received by the Designated Agent:
It is Flyover Studios’ policy:
1. to remove or disable access to the infringing material;
2. to notify the content provider, member or user that it has removed or disabled access to the material; and
3. that repeat offenders will have the infringing material removed from the system and that Flyover Studios will terminate such content provider’s, member’s or user’s access to the Services.
C. Procedure to Supply a Counter-Notice to the Designated Agent:
If the content provider, member or user believes that the material that was removed (or to which access was disabled) is not infringing, or the content provider, member or user believes that it has the right to post and use such material from the copyright owner, the copyright owner’s agent, or, pursuant to the law, the content provider, member, or user, must send a counter-notice containing the following information to the Designated Agent listed below:
1. A physical or electronic signature of the content provider, member or user;
2. Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or disabled;
3. A statement that the content provider, member or user has a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material; and
4. Content provider’s, member’s or user’s name, address, telephone number, and, if available, email address, and a statement that such person or entity consents to the jurisdiction of the Federal Court for the judicial district in which the content provider’s, member’s or user’s address is located, or, if the content provider’s, member’s or user’s address is located outside the United States, for any judicial district in which Flyover Studios is located, and that such person or entity will accept service of process from the person who provided notification of the alleged infringement.
If a counter-notice is received by the Designated Agent, Flyover Studios may send a copy of the counter-notice to the original complaining party informing that person that Flyover Studios may replace the removed material or cease disabling it in 10 business days. Unless the copyright owner files an action seeking a court order against the content provider, member or user, the removed material may be replaced or access to it restored in 10 to 14 business days or more after receipt of the counter-notice, at Flyover Studios’ discretion.
Please contact Flyover Studios’ Designated Agent to Receive Notification of Claimed Infringement at the following address: email@example.com.
17. CONTACT. If you have any questions, complaints, or claims with respect to the Services, you may contact us at firstname.lastname@example.org.
(Adopted: June 4, 2014)